Accession Number: | 0000899243-19-023860 |
Date: | 2019-09-17 |
Issuer: | CLOUDFLARE, INC. (NET) |
Original Submission Date: |
VENROCK ASSOCIATES V LP
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
VENROCK MANAGEMENT V, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
VENROCK PARTNERS V L P
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
VENROCK PARTNERS MANAGEMENT V, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
VENROCK ENTREPRENEURS FUND V, L.P.
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
VEF MANAGEMENT V, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO, CA 94304
Title of Security | Transaction Date | 2a. Deemed Execution Date | Transaction Code | Shares | Acquired or Disposed | Price per share | 5. Amount of Securities Beneficially Owned Following Reported Transaction | 6. Ownership Form Direct or Indirect | Nature of Indirect Ownership |
---|---|---|---|---|---|---|---|---|---|
CLASS A COMMON STOCK | 2019-09-17 | C | 441,907 | a | $0.00 | 441,907 | indirect | f2 | |
CLASS A COMMON STOCK | 2019-09-17 | C | 37,466 | a | $0.00 | 37,466 | indirect | f3 | |
CLASS A COMMON STOCK | 2019-09-17 | C | 10,383 | a | $0.00 | 10,383 | indirect | f4 |
Title of Derivative Security | Conversion or Exercise Price of Derivative Security | Transaction Date | Deemed Execution Date | Transaction Code | Number of Derivative Securities Acquired (A) or Disposed of (D) | Date Exercisable | Expiration Date | Title and Amount of Securities Underlying Derivative Security | Price of Derivative Security | Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | Ownership Form: Direct (D) or Indirect (I) | Nature of Indirect Beneficial Ownership |
---|---|---|---|---|---|---|---|---|---|---|---|---|
SERIES A CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 27,532,000 (d) | class b common stock 27,532,000 | $0.00 | 0 | indirect | see footnote | ||
SERIES B CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 6,566,350 (d) | class b common stock 6,566,350 | $0.00 | 0 | indirect | see footnote | ||
SERIES C CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 3,174,050 (d) | class b common stock 3,174,050 | $0.00 | 0 | indirect | see footnote | ||
SERIES D CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 441,907 (d) | class a common stock 441,907 | $0.00 | 0 | indirect | see footnote | ||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 37,272,400 (a) | class a common stock 37,272,400 | $0.00 | 37,272,400 | indirect | see footnote | ||
SERIES A CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 2,334,250 (d) | class b common stock 2,334,250 | $0.00 | 0 | indirect | see footnote | ||
SERIES B CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 556,720 (d) | class b common stock 556,720 | $0.00 | 0 | indirect | see footnote | ||
SERIES C CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 269,110 (d) | class b common stock 269,110 | $0.00 | 0 | indirect | see footnote | ||
SERIES D CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 37,466 (d) | class a common stock 37,466 | $0.00 | 0 | indirect | see footnote | ||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 3,160,080 (a) | class a common stock 3,160,080 | $0.00 | 3,160,080 | indirect | see footnote | ||
SERIES A CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 646,850 (d) | class b common stock 646,850 | $0.00 | 0 | indirect | see footnote | ||
SERIES B CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 154,280 (d) | class b common stock 154,280 | $0.00 | 0 | indirect | see footnote | ||
SERIES C CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 74,570 (d) | class b common stock 74,570 | $0.00 | 0 | indirect | see footnote | ||
SERIES D CONVERTIBLE PREFERRED STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 10,383 (d) | class a common stock 10,383 | $0.00 | 0 | indirect | see footnote | ||
CLASS B COMMON STOCK | 0.0 | 2019-09-17 | deemed execution date | C | 857,700 (a) | class a common stock 857,700 | $0.00 | 857,700 | indirect | see footnote |
ID | footnote |
---|---|
f1 | each share of series d convertible preferred stock automatically converted into class a common stock on a one-to-one basis immediately prior to the completion of the issuer's initial public offering of class a common stock and had no expiration date. |
f2 | the shares are held of record by venrock associates v, l.p. (va5), for which venrock management v, llc (vm5) is the sole general partner. vm5 expressly disclaims beneficial ownership over the shares held by va5 except to the extent of its indirect pecuniary interest therein. |
f3 | the shares are held of record by venrock partners v, l.p. (vp5), for which venrock partners management v, llc (vpm5) is the sole general partner. vpm5 expressly disclaims beneficial ownership over the shares held by vp5 except to the extent of its indirect pecuniary interest therein. |
f4 | the shares are held of record by venrock entrepreneurs fund v, l.p. (vef5), for which vef management v, llc (vefm5) is the sole general partner. vef5 expressly disclaims beneficial ownership over the shares held by vef5 except to the extent of its indirect pecuniary interest therein. |
f5 | each share of series a convertible preferred stock automatically converted into class b common stock on a one-to-one basis immediately prior to the completion of the issuer's initial public offering of class a common stock and had no expiration date. |
f6 | each share of class b common stock is convertible at any time into class a common stock on a one-to-one basis at the reporting person's election and has no expiration date. |
f7 | each share of series b convertible preferred stock automatically converted into class b common stock on a one-to-one basis immediately prior to the completion of the issuer's initial public offering of class a common stock and had no expiration date. |
f8 | each share of series c convertible preferred stock automatically converted into class b common stock on a one-to-one basis immediately prior to the completion of the issuer's initial public offering of class a common stock and had no expiration date. |